Super Mario 64 Pony
by Phantom Fan 21
Summary: Idea belongs to icelucario64. Rainbow Dash has to save Mario and their friends from the evil King Bowser and Queen Chrysalis.
1. Chapter 1

Super Mario 64 Pony

**Phantom Fan 21:** I was busy look around the net when I decide to see what crossovers games people had. I started to for MLP and Mario Bros when I came across an idea that belong to icelucario64. Before the pictures were remove from Devianart*com, I like the idea and even thought about writing it. I didn't go to the profile which is also been remove. But I did think in one of the pictures he/she said that the one who like this can use it as long as they don't steal it. If some one knows icelucario64, please tell that person I like the idea and can't stop myself from writing it. I am not stealing his/her idea also I have a better time writing this one because I play Super Mario 64 on both the N64 and the Nintendo DS. I'm going by the DS game which I own. So in shorter words, this belong to icelucario64, not me. Please enjoy.

* * *

'Dear Mario

Please come to the castle, I bake a cake for you.

you truly Princess Toadstool. Peach'

A clear day loom over Peach's castle as a lakitu fly's over the castle then under two bridges before coming to a clear spot.

Then a green pipe appear out of the ground and out jump the hero of Mushroom Kingdom, Mario of the Super Mario Bros. Then two more pipes appear and out jump Mario brother Luigi and their friend Yoshi. Then a flash of light appear and two more friends of Mario's appear. One was a purple unicorn with a star on her flank and the other was an yellow Pegasus with a pink mane and tail and three butterflies on her flank. Their names were Twilight Sparkle and Fluttershy from Equestria.

A long time ago an strange spell was cast between the two lands and brought the together. After a little misunderstanding the two lands become friends and live together in peace. However the two land evil rules had team up to rule both of them but was stop every time by the heroes of the two words. Luigi and Fluttershy be come fast friends after learning they both get scare easily. Yoshi has grow a liking to Twilight and some times hangs out with her. Mario on the other hand become friends with the coolest Pegasus herself, Rainbow Dash. The two almost match each other well. When it come to friends or the Princesses in trouble, they were on it right away.

Back to the main story, Mario look at his friends who said, "Let's a-go!" They nod in return and started to head to the castle. But they were all in a rush so the Mario bros ran into each other as Yoshi trip and fell and Twilight trip over Yoshi. Fluttershy avoid all the mess by flying over them.

"Are you all ok?" Fluttershy ask. The Mario bros nods as Yoshi cheer happily.

"Yeah we're fine Fluttershy, I guess we were all in a rush to see Princess Peach again." Twilight said.

Fluttershy nods and the group continued to the castle but more careful this time.

However laying on the rooftop of the castle was the fastest Pegasus herself Rainbow Dash. She just finish clearing the sky for Princess Peach's castle and decide to take a nap, unknowing that it will turn into recusing Mario, his and her friends and Princess Peach once again.

"Rainbow Dash." a soft voice spoke. Rainbow grunt and turn her head to the side trying to sleep a bit longer.

"Rainbow Dash." The voice said again. This time Rainbow open her eyes and yawn. When she stood up she saw Princess Celestia floated above her.

"Princess Celestia!" Rainbow said and bow.

"Rainbow Dash, I have seen Mario and his friends head inside Peach's castle and they haven't return." Celestia said.

Rainbow Dash was a good friend of Mario all right. She and him almost think alike when it come to saving others or just hang out, but why was Celestia worry about Mario and his friends enter Peach's castle?

"I'm sure they're fine, Princess Celestia.", Rainbow said, "They might had just lost track of time."

"It not just them Rainbow Dash, Twilight and Fluttershy went missing after enter the castle too." Celestia said once more.

This time Rainbow turn to Celestia in surprise.

"Twilight and Fluttershy went missing?!" She ask to make sure she heard right.

"Yes, I'm afraid so and I can only think of two evil minds that can do this." Celestia said.

"Bowser and Chrysalis." Rainbow Dash growl.

Bowser, King of the Koopas and Chrysalis, Queen of the Changelings, had team up on meting each other and almost started a war between the two lands under Rainbow and Mario team up to stop them. After that the two lands become good friends and been that way ever since.

"Well I better go find them." Rainbow said and flew off. Only instead of flying, she fell. She land face first into the ground and heard Celestia voice.

"I'm afraid Chrysalis and Bowser has already taking over Peach castle and Chrysalis has put a spell on you that remove your wings stopping you from flying." She said.

Rainbow pull herself out of the ground and shouted, "WHAT?!", and look. Celestia was right, Rainbow Dash's wings were gone. Rainbow began to look all around for them under Celestia spoke again.

"Do not worry Rainbow Dash, I have something for you that will help you." She said and pull out a hat that looks just like Mario's.

Rainbow took the hat and look at it for a bit before putting it on. When she did and glow appear around her body and when it fade Rainbow saw her wings. Before she can jump for joy Celestia spoke once more.

"Theses wings are not like your real ones Rainbow Dash. They can not make you fly, but they can make you hover in the air for a short time as long as you wear the cap." She explain.

"Great, just great." Rainbow frown. She really wanted to fly, but she chose to suck it up and go with it.

"Now you mush head into the castle to save Mario, his and your friends.", Celestia said, "Mario and his friends are trap in lock rooms and Twilight and Fluttershy are trap inside paintings."

"Paintings? Who was the idiot ruler to think that?" Rainbow ask not believing somepony would trap in her friends in a painting.

"I believe it was Bowser, but Rainbow they also took the Power Stars and made words in the paintings as well so do be careful." Celestia said before flying off.

Rainbow walk up to the castle doors, only to find it lock. She heard an laugh and a voice that said,

"This door is lock. Find a key to open it."

Rainbow look around for the voice knowing it belong to Bowser, but didn't see him any where. Signing, she turn from the door and walk back across the bridge until a Lakitu show up in front of her.

"WHOA!" Rainbow shouted in surprise. The Lakitu look at Rainbow Dash and smile sheepishly.

"Sorry about that, I'm a Lakitu that works for the Lakitu Bros Pictures. I'll be filming your adventure and giving you hints when you need them." It said.

Rainbow stood up and rise a eye brow at the new Lakitu.

"OK?" She said before the Lakitu spoke again.

"As you all ready know the doors of the castle is lock. I saw a rabbit with a key over by the hedges. If you can catch him he'll give you the key." it said and flew off.

Rainbow turn to a small area with a few hedges and walk up to it. There she saw a rabbit standing there playing with the key.

"Hey!", Rainbow said, "I need that key!"

The rabbit heard Rainbow and started to run. Rainbow started to case it. After a few misses and some surprises, Rainbow new wings help her catch the rabbit, which cry out,

"OWOW! Let me go! That no way to treat me. I fond this key so it mine, but I just I can give it to you if you let me go."

Rainbow let it go and kept her hoofs ready in case it try to get away, but it was true to it word and give Rainbow the key.

"Oh Yeah!" Rainbow shouted holding the key above her head. She walk back to the castle doors and put the key in it lock and unlock the doors. She went inside ready to save Mario and their friends.

* * *

Once inside Rainbow heard another voice.

"Welcome! No one home, so scram and don't come back. BWAHAHAHAHA!" it said. Rainbow look around again but she didn't find any thing and move on. She look around the castle and try to enter the doors she saw, but the were all lock.

All the doors had a star on it. Two doors had a 1 on them and two more had a 3 on them. Another door had a big star on it and Rainbow could hear a faint voice calling for help. Another one was just lock. Rainbow walk back to the first floor and spot a toad close by. How she miss him, she doesn't know, but walk up to him.

"HUH? Oh Rainbow Dash! It good to see you." The toad said.

"What happen here? Where Mario and our friends?" Rainbow ask.

"Well you see, sometime before Mario and friends show up, Bowser and Celestia appear and took over the castle. I was luckily to escape. Any way once Mario and his friends arrived, and Twilight and Fluttershy as well, they all went to find the Power Stars, But they haven't return! I fear they might have be caught too!" The toad explain.

"Come down. I check all the doors around here and they are all lock. Have any idea how to open them?" Rainbow said.

"Well to open them you need to find the Power Stars. Try that door over there, it the only one that not lock." The toad said and point to a door that had a star on it but no number.

Rainbow thanks the toad and enters the door. Once in side, Rainbow saw a giant picture that show Bomb-ombs on it.

Rainbow never did like them, but as she got near it she saw the picture move as she touch it. Then acting on a hunch, she jump into the picture and started a whole new adventure.

* * *

**Bomb-omb Battlefield**

**Course 1 **

**Big Bomb-omb on the summit**

Rainbow use her wings to slow her fall and land right in the middle of a battle field. She look around and saw two pink bomb-ombs standing by a cannon. Rainbow walk up to the first one and ask, "What going here?"

"Oh another Pegasus!", the Pink Bomb-omb said, "Well, we are in a middle of a battle with the evil black bomb-ombs. They are all ways try to fine ways to attack. Their King sits top of the summit over there and throw Bomb-ombs from it. Also a strange person with a cap just like yours wouldn't listen and head up there."

"Mario?! Mario went up there?" Rainbow ask.

"Mario? So that was Mario. And you must be his friend Rainbow Dash?" The pink bomb-omb ask. Rainbow nods.

"Well he hasn't return, I do hope he's all right." the pink Bomb-omb said again.

"Don't blow your fuse. I go look for him." Rainbow said and walk off.

She didn't get far when she saw two signs. She went to the first one and read it.

'To the ones that walk on all fours, You can easy jump on enemies and buck to beat them. There more, if you jump and fall to the ground with your legs first you will stomp the ground. You can also duck low and sweep your legs you will kick an enemy off their own!'

Rainbow look a little confuse at the sign wondering why it give her tips on attacking. Sure she nods jumping and bucking them can easily beat them. But the stomping move so like a idea and maybe so did the leg sweep. She look over to the other sign and had a feeling it was for Mario and left it be.

Rainbow walk down the path and come across a bridge with a enemy that Rainbow knew very well. A Goomba. Rainbow remember they time she first met one and laugh at how easy and weak they were. It took only a jump or any type of it to beat them and their attack was running up to them and try to bite them. Mario has even told her that they even had more attacks but they were just as easy to beat. Rainbow jump on the Goomba and move on.

She saw a black Bomb-omb but it took no notice of her and went back to it busses. Rainbow then come across another enemy she had a run into. A Chain Chomp, this thing almost took her wings off at their first meting until Mario save her by releasing it. Once it notice it was free, it let Rainbow go and charge at Mario who jump and the Chain Chomp hit a wall.

Rainbow stay away from them ever since, only getting close if she needs to pass them or if Mario can free it. She wasn't scare of course, She just wanted to keep her wings. However Mario wasn't hear here so she ready herself to run. After the Chain Chomp try to attack her but was held back by it chain, Rainbow ran pass it.

She didn't stop until she cross the second bridge. One on the other side, Rainbow turn back to the Chain Chomp and blew a raspberry at it, before moving on. Once she climb the stairs she saw more Black Bomb-ombs. Rainbow just ran pass them and buck one that was close to her, before reaching a gate that was open. There was another sign. Rainbow went up to it and saw it was a note.

"By the order of the Bomb-omb King, I will never give over my stars! They mystic glow are a gift from Bowser the Koopa king himself! And Chrysalis the Changeling Queen herself told me to watch over them. And NO ONE aloud on top of my mountain. So not one secret will pass my lips. Oh all right just one, Here the names at the beginning of the world. Bomb-omb King."

Once Rainbow was done reading, she shook her head. Out of all of the enemies they had, Bowser chose Chrysalis. She didn't know why but guess the two wanted the same thing, To rule. Still the Bomb-omb King had a Power Star and maybe one of her friends. So she walk pass the open gate and started to climb up the mountain.

_'Easier said then done.'_ Rainbow thought as she cross an huge ditch thathad three giant black balls that roll in it. Rainbow jump, ran, and even stop as she try to dodge the balls. Once she made it to the other side she saw a path leading up the mountain. With noting else to do, she follow it. However more giant black balls roll down to her. Rainbow step off the path when they came at her before she got higher. Rainbow started to jump over them with a little help from her wings.

Rainbow did come across two cliffs on the mountain, one she was able to jump across and the other had a platform bridge that content the gasp. She come across a single black bomb-omb that stood next to a canon. Just to humor herself, she buck it off the mountain and watch as it flew through the air and blew up next to a Goomba, defeating both of them.

Rainbow laugh and headed back up the mountain. She came across more giant balls before reaching the top. There stood the Bomb-omb King, looking over the battlefield. She saw no sign of Mario or any of her friends, but it might have a Power Star. Rainbow walk up to it and it turn around and said,

"I am the Bomb-omb King, King of the Kabooms the world wide! Well another Pegasus has reach the top of my Mountain. I say am impress. You may it all the way here pass my troops."

"Yeah, I'm cool that way, only you need better ones. If I can pass them so can somepony else." Rainbow said.

"Well, I'll think about that, however I can not just hand over my Power Star. If you want it, you must beat me in battle. Now stop twitching your legs and fight."

"Twitching? My legs aren't..." Rainbow said to say before the Bomb-omb King started to walk up to her. Rainbow ran back to make room for herself and began to think on how to beat him.

Once the Bomb-omb King got close to Rainbow Dash, her threw a Bomb-omb at her. Rainbow quickly buck it away and saw it hit the Bomb-omb King that boucle across the top of the Mountain a bit before standing back up. Rainbow quickly got what it met and waited for it to get close and throw another Bomb-omb again, which it did and Rainbow buck it and watch the King boucle around once more. The King threw another Bomb-omb and Rainbow buck it back.

"OWOWOW! I can't believe I lost to a Pegasus! All right you win, one of our friends will be release once you leave this world. Take my Power Star, it will help you on your quest. If you want to see me again select this Star from the painting. Until there farewell." It said before exploding. The Power Star flew to the center of the Mountain and Rainbow went up and grab it.

"Oh Yeah!" Rainbow shouted as the view back out.

* * *

Rainbow jump out of the Painting and took her cap off and shook her mane and put the cap back on.

"Hello Lakitu Bros here, great job! You fond you first Power Star! Now you can check all the doors with the number one on them, but where Mario? And what about your friends?" An Lakitu call out.

Rainbow look around before notice a Yellow light next to her. Once the light land on the ground it fade away to reviled Fluttershy, but like Rainbow Dash her wings where gone too.

"Fluttershy wake up." Rainbow said shaking her.

"Huh? What?" Fluttershy said before noticing Rainbow.

"Oh Rainbow Dash, thank you for saving me, once we enter the castle, we notice something was wrong and check it out. We enter that painting behind you and I don't know what happen after that. One minute we were looking for Power Stars and the next we were all caught." Fluttershy explain.

"Yeah I know, Listen Fluttershy have you seen Twilight or Mario? We need to find them fast. Bowser and Chrysalis is working together again." Rainbow ask.

Fluttershy shook her head and Rainbow sign. Then Fluttershy try to fly but notice she couldn't lift her self off the ground. She turn and look behind her and scream.

"MY WINGS!" She shouted.

"Yeah, yeah, I know. Mine are gone to. This cap aloud me to use these wings to float and hover but not fly." Rainbow told her and remove her cap, showing her she didn't have her wings.

"Well I can help with that." Celestia said as she appear in front of them. Rainbow and Fluttershy bow and stood back up.

"Can you return my wings? I mean if that ok." Fluttershy said meekly.

"I'm afraid not Fluttershy, but there is something that will help you." Celestia said and put a green cap on her head.

Like Rainbow Dash, a grow appear around her body and when it fade away she had her wings.

"Like with Rainbow cap, as long as you wear it you will have your wings and they won't aloud you to fly but can let you hover for a bit." Celestia explain to her.

Fluttershy nods and walk up to Rainbow Dash.

"I fond Fluttershy, that leaves Twilight Mario, Luigi, and Yoshi." Rainbow said before look at her friend and smile. Fluttershy smile in return.

* * *

Ok I'm going to break this down for all of you.

1. I don't own any of this. MLP belongs to their rightful owners, Super Mario Bros belong to Nintendo and this whole idea belongs to icelucario64 from Devianart*com which has his/her profile remove and the pictures as well.

2. I am not claiming this idea as my own so don't get mad about it.

3. If you know icelucario64, tell that person I giving him/her full credit of this idea and I just can't stop myself from writing it.

4. I can do this one easily because I have the remake of Super Mario 64. I will continued writing this as well as some of my others stories.

5. Please review and once again don't get mad because I not claiming this idea as my own. It's icelucario64 idea.


	2. Chapter 2

Super Mario 64 Pony

**Phantom Fan 21:** Here we go. I'll be jumping in between worlds. Once all of the Heroes are recuse I'll finish the worlds in order. Please R&R.

* * *

Rainbow and Fluttershy walk out of the room with the picture of the Bomb-ombs and look around.

"It empty. Where is everypony?" Fluttershy ask once she saw how quiet it was.

"I don't know but let look around, I saw two doors with a star with the number one on it. One close by." Rainbow said and they walk across the floor. So they reach one of the doors with a 1 star on it and Rainbow use the star she got.

It glow around them for a bit before hearing a click. Rainbow then turn to Fluttershy.

"Listen Fluttershy, I have an idea.", Rainbow said, "We might find more Power Stars if spit up."

"What? Why Rainbow? We just got back together." Fluttershy ask.

"I know, It just if we spit, more Power Stars can be fond and we might find Twilight faster." Rainbow explain.

"What about Mario, Luigi, and Yoshi?" Fluttershy ask again.

"We'll be looking for them too. Do it for them?" Rainbow said smiling.

Fluttershy nods and walk through the unlock door. Once inside she saw a picture that had a fortress that had a little plain around it. Fluttershy sign and took her cap off for a minute to blush her mane away from her eyes and put it back on. She was afraid it might look scary but admit it was nice.

She walk up to it and saw the picture move. She knew there was a world in the picture and jump in it.

* * *

**Whomp's Fortress**

**Course 2**

**Chip off Whomp's Block **

Fluttershy landed in a field when the Lakitu voice spoken up.

"Hello! Lakitu Bros here with a update. Our heroes are about to learn a trick for skunking up on enemies. The trick is walking really slowly. Try it."

Fluttershy look around and saw a path not fall from her and walk up to it. There was three wall parts that push out to push any one or pony out of their way.

Fluttershy waiting until they went back in and pass them before they came out again. Then came to three moving platforms that slide in and out of the wall making holes.

Using her wings, she hover over the pits and relax at the end. It didn't last long when she heard a thud on the ground.

She turn and saw a Thomp. Pass it was some stairs. Fluttershy waiting until the Thomp rise back up and ran under it.

Fluttershy was scare of Thomps. The first time she met one was when Luigi save her. Luigi as explain to Fluttershy that Thomps smash anyone that was under them and saw it make it fall just short of her run or run really fast to get pass it.

Fluttershy jump up the stairs and saw another Thomp. Once it rise up she jump under it and to the next step before it came down.

She saw a sign and read it.

"The Path is narrow here. Easy does it! No one is allowed on the top of the Mountain. And if you know what good for you, you won't wake anyone who sleeping! Move slowly. Tread lightly. And definitely don't throw eggs at sleepers!"

Fluttershy of course plan to follow all but the first part of the of the second. She knew a power star was at the top. She was confuse at the last one, until she remember that Yoshi can throw eggs.

She turn away form the sign and saw a sleeping Piranha Flower. She knew that they where not nice flowers. Mario as told her they eat just about any thing and some even spit fire balls. The way to bet them was with a fire flower or to attack them if they were sleeping.

Fluttershy tip-hoof pass it and saw bridge that had a wooden bridge at the other end.

She started to cross when it fell apart! Fluttershy ran until she reach the end.

She caught her breath and read the sign that was there.

"Caution! Narrow Bridge! Cross Slowly! You can jump to the edge of the cliff and hang on, and you can climb off the edge if you move slowly. Just let go to drop down or climb back up."

Fluttershy knew they were hints on how to save herself since she can't fly any more. She cross the first bridge slowly and saw a rotated bridge.

She waiting until it came around to her and step on. It move around until it reach the other side. She walk on until se spotted a Goomba and a Whomp.

She goes over to the Goomba first and buck it softly away. She knew about Goombas like Rainbow Dash. Easy to beat and dodge.

Then saw another sign, which she read,

"Climbing's easy! When you jump at trees, poles, or pillars you'll grab them automatically. Just move yourself up to climb up or slide down to go down. You can move yourself left or right to make yourself jump off the way you are facing. Jump off backwards to go in that direction. Reach to the up and do a hand, or hoof, stand! Jump off from it for a higher stylin' dismount."

Fluttershy look at the pole and jump on it. Her hoofs grab on and she stared to pull herself up, However when she got really high, she got scare. Then remember to slide to get back down, which she did.

After that, she went to the Whomp. She remember that they to smash any one or pony that was in their path. Rainbow did tell her some attacks she fond in Bomb-omb Battlefield. Like the stomp move for her, Twilight and herself.

Fluttershy dislike fighting but both Bowser and Chrysalis made her relies that sometimes you have to fight. So she went up to it and run from it as it try to smash her.

Fluttershy jump over it and place her hooves down and smash the X on it back. It broke and drop some coins from Mario's world. She pick them up and move on.

She saw another Whomp and repeat the same thing again. She then jump on the rotated bridge that went up and down. She jump on and came to the top and saw a giant Whomp that had a crown on it head.

She went up it and it spoke in a angry voice,

"You make me so mad! We build your houses, your castles. We pave your roads. And you still walk all over us. Do you ever say thank you? NO!"

"I'm sorry, I didn't know that we were doing those things to you." Fluttershy said in soft but kind voice. But the Whomp didn't listen to her.

"Well you're not going to wipe your hooves on me! I think I'll crush you just for fun! Do you have a problem with that? Just try to pound me, wimp! HA!" It said and started to fall.

Fluttershy scream and ran out of the way as it fell on the ground. Fluttershy saw it too had a X on it back and knew to stomp on it, which she did.

Cracks were form and the Whomp stood up jump and try to crush Fluttershy again. Fluttershy move out of the way and stomp on it back. More cracks form and the Whomp stood up and try to smash Fluttershy again. Fluttershy move out of it path and stomp once more on it back.

"NO! Crushed again! Guess I'm just a stepping-stone after all. I won't gravel, err, grovel. Here you win take this with you!" It said and broke apart.

Fluttershy watch as a Power Star floated from the Whomp and near the middle of the of the mountain. She walk and grab it.

"Yay." She said and was teleported out of the picture.

* * *

_Meanwhile with Rainbow Dash..._

Rainbow walk out the and to the second star door that had a one on it. She use the Power Star and it unlock.

Inside Rainbow saw five doors. Two on the left was Red with a 'M' above it and the another was green with a 'L' above as well.

There was only two people she knew that had a M and L. Mario and Luigi! The Super Mario Bros! She run up to Mario's door and try to open it.

"This door is lock. You can hear someone call for help on the other side." A voice spoke up. Rainbow then try Luigi's door.

"This door is lock. you can hear someone shrieking from the other side." The same voice said again.

Rainbow sign and walk away from them. She look to her right and saw two more doors One was light green with a 'Y' above it and the last one was white with no letter above it. She try those.

"This door is lock. You can hear a sad tune in the other side." Rainbow sign again. When will she learn that sometimes that door are not always unlock? She deicide to check the last door to make sure.

"This door is lock. Everything is quiet on the other side." Rainbow walk away knowing she well have to find a key to open them.

She then notice a sign in the room and went up and read it,

"My castle is in great peril! I know it because of Bowser again. Will he never tire of terrorizing us? He and Chrysalis has stole the Castle's Power Stars and disappear into the castle's walls along with us! Retrieve all of the Power Stars from the walls and paintings on the castle. Here a Hint: there are secret paths in this room and one of them leads to a Secret Star! Find that Secret Star! It will help you on your quest."

"Wow! A Secret Power Star is in this room?!", Rainbow ask in awe, "I gotta hand it to Princess Peach, I never thought she be able to hide stars from Bowser or Chrysalis."

Rainbow knew the four doors she try was lock and didn't try the door in the middle, but decide to check out the room out first.

She look around a saw two glass windows of Princess Peach and her friend Rarity!

When The Mushroom Kingdom and Equestria land fuse into one and became friends, Rarity hit off with Princess Peach right away. The two were know as the Royal Girls. Peach love Rarity's dresses and Rarity learn a lot about be a Princess. Some Rarity gets a little to carry away and act just like a real princess. It took Sweetie Belle to snap her out of it. That all it took, just Sweetie Belle and jewels.

Rainbow remember that there was a secret in the room and guess that one of the Glass Windows took her to the secret star. She jump to the left but hit off it.

"Ouch! Why do I always hit the first glass window?!" Rainbow call out. She pick up her hat that fell off and put it back on. she try the right this time and went in it.

* * *

**The Princess Secret Slide**

Rainbow drop down and look around. There wasn't much but Rainbow spotted a opening with a sign next to it. She walk up and read it,

"Welcome to Princess Toadstool's Secret Slide! Bowser and Chrysalis doesn't know about the hidden star here. When you slide, lean forward to accelerate and lean back to decelerate. If you slide down really fast, you win a star!"

"COOL! A SLIDE!" Rainbow shouted. She always like slide even as a filly. She couldn't wait to try this slide out. She walk up to the start and jump on.

Rainbow cry out loudly as she went down. She turn left and right then went down a slope before snap turning to another part of the slide. She slid though two gates and came to more left and right turns. She enter a build and cross the finish line.

"THAT...WAS...SO...AWESOME!" Rainbow shouted. The slide was just as fun as she thought it was. She spot a time on the wall that said, "00:21:09 seconds."

"Well it not the dizztron, but that was fun." Rainbow said and saw a yellow block close by. Using her hoof she smash it open and a Power Star came out.

"Oh Yeah!" Rainbow shouted as she grab the star and teleported out of the Secret Slide.

* * *

Fluttershy appear out of picture and sign. Glad that her trip was over. She walk back out to the main hall and saw Rainbow Dash drop down. Rainbow took off her hat and shook her mane before placing it back on.

"Rainbow Dash?" Fluttershy ask causing Rainbow to turn to her.

"Hey Fluttershy did you get a Power Star?" Rainbow ask.

"Yes, did you?" Fluttershy answer.

"You bet! I had to go down a really cool slide to get it!" Rainbow said really happy.

The two took their Power Stars and untied together. Then the Lakitu voice was heard.

"You got three Power Stars! Not you can open a door with a three on it. But where's Mario? You didn't forget about him did you? Anyway, on with the Adventure!"

"Oh that right! Fluttershy I fond three door that might hold Mario, Luigi and Yoshi." Rainbow said.

"Oh! That good Rainbow Dash, but why are they with you?" Fluttershy said then ask.

Rainbow frown. "Their doors are lock." She said unhappy.

"Oh, well which door with a three should we open first?" Fluttershy ask.

"That one over there, it closer to us." Rainbow said pointing to the door on the right of the star door that Fluttershy came out of.

Fluttershy nods and the two open the three star door. It unlock and they walk and saw a picture with bubbles on it.

Both knowing that this was a world the jump in to their first water world.

* * *

**Jolly Roger Bay**

**Course 3**

**Plunder in the sunken ship**

Rainbow and Fluttershy appear on what look like a beach that had water as fall as the eye can see.

"Where are we?" Rainbow ask.

"I think we're in some kind of bay." Fluttershy answer.

They spotted a sign close by and read it,

"ATTENTION! Read Before Diving In! You'll run out of air if you linger underwater. Return to the surface, find an air bubbles, or collect coins to breathe while underwater. To the ones that walk on all fours, move you front and back legs to swim at a slow and steady pace. If you have wings move them in rhythm to speed up. To dive under place you head to the bottom and swim underneath. To resurface just head back to the surface. You'll jump out of water when you're at the surface. To turn around quickly, stop and move yourself in the way you want to face."

"Wow, swimming lessons, that great, NOT!" Rainbow said mocking the sign.

"Rainbow there might be a Power Star in the bay." Fluttershy pointed out.

"Fine. Let's go for a swim." Rainbow sign and the two mare went in the water.

Using their hooves and their wings, they swam until the reach the deepest part of the bay.

Rainbow took a breath and place her head under water. Surprisely her hat stay on her head and she look around. She spotted a sunken ship at the bottom of the bay and pull her hear back up.

"Fluttershy, there is a sunken ship right below us. Come on lets check it out." Rainbow said.

"I don't know, maybe we shouldn't. " Fluttershy said meekly.

"Come on do it for Twilight, Mario, Luigi and Yoshi, Please?" Rainbow ask with a cute look in her face. She learn that from that Cutie Mark Crusades after they do it some many time to her.

Fluttershy give in. "OK." She said and they both took a deep breath and dive underwater.

They swam all the way down to the bottom of the bay thanks to their wings. They swam up to the sunken ship and a giant eel appear form inside the window.

Fluttershy try to swim back to the surface, but Rainbow grab her and move them out of the eel path as it swam away. After it was gone, Rainbow pointed to the window and both Pegasi swim inside.

Once in there, Rainbow spotted a chest at the bottom and tap Fluttershy and pointed to it. They both swim up to it and open the chest. A air bubble appear and the ship started to shake. They try to swim back to the window but saw the water lower.

They were unable to reach it and hit the surface instead. They watch as the water continue to lower until there was just a small puddle left.

"Great How are we going to get out of here?" Rainbow said knowing their wings can't have them fly.

"Um, Rainbow what that?" Fluttershy pointed. Rainbow look to where she was pointed and saw a yellow block near the top of the ship.

"Hey! I seen that block before!", Rainbow said, "I saw that block at the end of Princess Peach's slide."

"Really? You know what in it?" Fluttershy ask.

"I sure do. Come on we need to get up there." Rainbow said and they started to climb up. Fluttershy slip a few times on the way up and Rainbow had to catch her. They jump from shell to shell until the reach the block. Rainbow smash it open and a Power Star appear. Both Pegasi smile and grab the star.

"Yahoo!" Rainbow said as she held up the star.

"Yeah for me, Fluttershy." Fluttershy said as she appear behind Rainbow holding her hoof up. And the two Pegasi was teleported off of the ship.

* * *

Rainbow Dash and Fluttershy appear out of the painting and Rainbow took off her hat and shook her mane, while Fluttershy sign. Rainbow put her hat back on and the both notice a purple light next to them.

The light soon turn into Twilight who look a little dizzy. Twilight shook it off and spotted her friends.

"Rainbow Dash! Fluttershy!" she said and hug them. They hug back until they saw Princess Celestia and bow.

"Welcome back Twilight.", Celestia said, "From what I can tell you were just fine."

"Wait? She fine? Bowser and Chrysalis didn't do anything to her?" Rainbow ask.

"Bowser and Chrysalis? They're working together again?" Twilight ask.

"Yes Twilight, now we save you and we just have to save Mario, Luigi, and Yoshi." Fluttershy said.

"And I know were they are at, but they're behind lock doors." Rainbow added.

"Yes once you find the painting the holds the key only one of you can get it. Also as for why Twilight is fine. Chrysalis was able to trap Twilight before Bowser could take anything from her, However my student, I'm afraid your magic as grow weak and you will be unable to cast you high level spell." Celestia said.

"Is there a way of me getting the back?" Twilight ask trying not to panic.

"Yes, the most Power Stars you collect, the more Magic that will return to you. Good luck my little ponies." Celestia said and then flew off.

"Well since I just join up, what do we do now." Twilight ask.

"Now?", Rainbow Dash said, "Now we head to the next painting world."

* * *

Here the next chapter. Mario is next to save after going through the levels again. Also Thank You IceLuarcrio64 for review my story and welcome to Fan Fiction. I hope you will give me updates on your pictures so I can have more ideas to write. This whole chapter got done because you surprise me when I read your review. I hope to see more of your Pictures soon and hope you like my story. Thanks again! See you all later.


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